EXHIBIT 99.1



PROXY        Commercial National Financial Corporation
             101 North Pine River
             P.O. Box 280
             Ithaca, MI 48847


                         SPECIAL MEETING OF SHAREHOLDERS
                                 MARCH 7, 2005



      The undersigned shareholder appoints James A. Navarre and Thomas E.
Coulter, or either of them, each with the power to appoint his or her
substitute, attorneys and proxies to represent the shareholder and to vote and
act with respect to all shares that the shareholder would be entitled to vote at
the special meeting of shareholders of Commercial National Financial
Corporation, to be held on March 7, 2005, and at any adjournment of that
meeting, on all matters that come before the meeting.


      1.    Proposal to approve the Agreement and Plan of Merger:

            [ ]  FOR   [ ]  Against     [ ]  Abstain

                 YOUR BOARD OF DIRECTORS RECOMMENDS THAT YOU VOTE FOR THE
                 PROPOSAL.

      2.    Proposal to adopt an amendment to the Articles of Incorporation to
            add new Article XIII to grant Commercial a right of first refusal
            with respect to future transfers of shares of Commercial common
            stock (contingent on shareholder approval of the Agreement and Plan
            of Merger):

            [ ]  FOR   [ ]  Against     [ ]  Abstain

                 YOUR BOARD OF DIRECTORS RECOMMENDS THAT YOU VOTE FOR THE
                 PROPOSAL.

      THIS PROXY IS SOLICITED BY THE BOARD OF DIRECTORS. IF THIS PROXY IS
PROPERLY SIGNED AND DELIVERED, THE SHARES REPRESENTED BY THIS PROXY WILL BE
VOTED AS SPECIFIED. IF THE SHAREHOLDERS DO NOT APPROVE THE AGREEMENT AND PLAN OF
MERGER, NO VOTE WILL BE TAKEN ON THE PROPOSED AMENDMENT TO THE ARTICLES OF
INCORPORATION. IF NO SPECIFICATION IS MADE, THE SHARES WILL BE VOTED FOR THE
AGREEMENT AND PLAN OF MERGER AND, IF THE AGREEMENT AND PLAN OF MERGER IS
APPROVED, FOR THE PROPOSED AMENDMENT. THE SHARES REPRESENTED BY THIS PROXY WILL
BE VOTED IN THE DISCRETION OF THE PROXIES ON ANY OTHER MATTER THAT MAY COME
BEFORE THE MEETING OR ANY ADJOURNMENT OF THE MEETING, INCLUDING ANY PROPOSAL TO
ADJOURN THE MEETING. AS OF THE DATE OF THE COMPANY'S PROXY STATEMENT FOR THIS
MEETING, THE COMPANY WAS NOT AWARE OF ANY PROPOSAL WHICH IS TO BE PRESENTED AT
THE MEETING OTHER THAN THOSE LISTED ABOVE.

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Dated: ______________,2005      Please sign exactly as your name appears on this
                                proxy. If signing for estates, trusts or
                                corporations, title or capacity should be
                                stated.  IF SHARES ARE HELD JOINTLY, EACH HOLDER
                                SHOULD SIGN.


                                x_________________________________________
                                             Signature

                                x_________________________________________
                                           Signature if held jointly

                                    IMPORTANT

                   PLEASE SIGN, DATE AND RETURN THIS PROXY
                      PROMPTLY IN THE ENCLOSED ENVELOPE

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